By Tom Walter

A few weeks back, Judge Amy Gray (Amy Brenneman) gave her court services officer Bruce Van Exel (Richard T. Jones) the fish eye when she spotted him with his child's mother, who recently has re-entered his life.

In tonight's episode of Judging Amy, we find out a little bit about why Amy might be jealous. This woman has a fairly interesting dream life, let's put it that way.

The problem with a relationship between Amy and Bruce is not so much that she is white and he is black, or that she is a judge and he is her employee. It's that she wants to talk everything to death, and he has a sense that the private should remain private. It's an interesting dynamic on a show filled with interesting dynamics.

Judging Amy is the highest-rated new drama of this season, and two weeks ago it got a higher rating than NYPD Blue, its main competition (and coincidentally, a show on which Brenneman used to star).

What is it about this thoroughly conventional, often predictable show about a family court judge, her mother, her siblings, her daughter (Amy is about to be divorced) and her co-workers that draws viewers in to the show? Perhaps it's precisely because the show is conventional and predictable. That is not to say it is hopelessly cliched. Judging Amy is a wonderfully crafted show. It is well-written and well-acted in a time when many TV shows are neither. Plus, we simply like the characters, even Amy's 6-year-old daughter Lauren (Karle Warren), who can get a bit cloying.

Judging Amy is a stealth hit. No one saw it coming. When the season began and it was up against ABC's Once & Again, all the buzz was with that divorced-parents drama. After all, it came to us from the same team that developed thirtysomething and My So-Called Life, people who seemed able to read and even anticipate the zeitgeist. Judging Amy was from a team that was put together at the last minute (it was the last pilot ordered a year ago) and it was loosely based on Brenneman's mother, a family court judge in Connecticut. It had only a 25-minute presentation tape to show network executives, not even a full pilot. "There were a couple of scenes where you could see how the characters related to one another, and (there was) the uniqueness of Amy Brenneman and Tyne Daly (who plays Amy's mother, Maxine). They were real characters. And the issues they were dealing with were real. It wasn't like teenage angst," said Nancy Tellem, president of CBS Entertainment.

Brenneman said she almost despaired over getting the show to work, until she found Barbara Hall (who has worked on A Year in the Life, to write the pilot. "We had tried to develop it for about six months, with some writers that didn't really crack it, and I thought, well, maybe it's not a good idea. Then she came in and just found the voice, and from then on, it just fell into place," Brenneman said in a recent interview. "She just found this incredible intelligence to all the characters. They were very funny, very vulnerable and very tough at the same time," Brenneman said. "And they were all very smart. Barbara's a very smart lady, so all her characters were very smart." Hall remains with the show as an executive producer.

Amy lives at home with her mother, Maxine, a semi-retired social worker. Maxine's job brings her into Amy's professional world. Maxine doesn't need any prompting to venture into Amy's personal life. Maxine is a kick of a character. She never minds saying what's on her mind, then asking "What?" when her children groan or roll their eyes at what to her are eminently sensible suggestions. Daly said the Judging Amy script was the best she had read in a long time, and that her character had a lot of room to move and grow. "If I do it correctly, people believe her. They believe her as somebody real," Daly said recently. "That's my act. My act is real. Other people's act is glamor, or mysteriousness. I'm not very mysterious. I'm not very glamorous. "

When you look at it one way, you could think Judging Amy as very calculated: One story each week is about Amy's court cases, often involving issues of abused and neglected children. One story is about a case of Maxine's. And one story is about the characters' personal lives. Amy still is adjusting to her new job as a judge, to life at home with mom and to being a single mother.

But there are other characters to take care of, too. Amy's brother Vincent (Dan Futterman) is an anguished writer; her older brother Peter and his wife Gillian (Marcus Giamatti and Jessica Tuck) desperately want to have a child, and are having all sorts of trouble.

There are a lot of balls to keep in the air; just keeping track of three generations of women would be challenge enough. But the show manages to pull it off. "It's multigenerational appeal is very strong and it has relatable characters," said David Poltrack, CBS's head of research. "Women can either relate to Amy or her mother. . . . And what's bringing the male audience in is men like courtroom scenes." CBS knew that this was the show to take on NYPD Blue and Dateline NBC. "What we knew going in is a strong female relationship drama would really work in that time period. The show was made for that time period," Poltrack said. NYPD Blue appealed to men, and Dateline was getting women viewers by default. "We knew any strong female appeal show would take that audience from Dateline. People can get Dateline anytime," he said. Brenneman said she certainly didn't see the show as calculated as all that.

"We've all done projects because people have said, 'Oh, it's going to be a hit,' and they never are. And then you hate yourself because you really didn't want to do it anyway. "This was just absolutely a project of love," she said. "It's just what we thought was interesting."